"Collateral" is one of those movies that makes you think, as you're leaving, "Dang, I wish that had been better."

There's nothing that leaps off the screen as overwhelmingly bad about the film. Tom Cruise (borrowing Richard Gere's hair for the shoot) gives a focused, intense performance as a contract killer with a list of targets in handy PowerPoint files on his laptop. He hires cab driver Jamie Foxx (known mostly for his comic roles, including the 1990s TV comedy series, "In Living Color") to ferry him from one hit to the next, telling Foxx he's putting together a real estate deal, seeing some friends and leaving town in the morning.

But Cruise's story evaporates when his first victim falls through a second-story window onto the roof of Foxx's cab. Foxx essentially becomes a hostage at that point, forced to drive Cruise to his other targets. He even finds himself assisting in recovering the last couple of files from the kingpin who hired Cruise after he daringly destroys Cruise's computer.

The meat of the film takes place inside the cab, in conversations between the shell-shocked Foxx and the increasingly agitated Cruise, whose carefully laid plans are unraveling thanks to Foxx's impromptu heroics and some highly unrealistic police intervention. The pair's relationship ebbs and flows, from cabbie and fare to victim and kidnapper, with an ongoing analyst-patient dialog that flip-flops their roles more than once.

Director Michael Mann, whose previous works "Ali" and "The Insider" were serious, well-received films, seems to be straining to make "Collateral" sophisticated and smooth, with lots of long nighttime shots of L.A.'s nearly deserted freeways and closeups of the main characters shot partially through the cab's blurring divider window. A scene in a jazz club tries to add to the atmosphere. But too many Hollywood cliches rob the film of any substance it might have had.

Let's talk about casting. Cruise is fine here - he doesn't overplay the drama, and his trademark boyish grin suits his character in an oddly horrible way. Foxx gives a solid performance too, especially when the plot seems darkest. There are several moments of humor in "Collateral," well-placed and not forced, but strangely, they're not Foxx's best moments.

Nope, it's the secondary characters that do this movie in. If you want to keep audiences guessing about the plot, then for goodness sake, don't cast Jada Pinkett-Smith as Foxx's first fare of the night. Obviously, someone with that level of star power doesn't accept a part with only five minutes of screen time.

Mark Ruffalo, who proved he can play the lovable, sensitive boyfriend type in "View from the Top" and "13 Going on 30," dons an earring and some hair gel as an undercover cop who's got a gut feeling about the rogue cab and the growing piles of bodies in the morgue. Ruffalo is believable, and does all he can with a fairly small role - audiences will almost feel cheated that his part's not bigger.

And will someone please make a sizable donation to Bruce McGill's retirement fund? You may not recognize his name, but his face has become all too common. The Internet Movie Database lists 79 significant TV and movie roles for McGill, starting with his memorable turn as "D-Day" in 1978's "Animal House" and becoming increasingly busy up to the present. When he appears in a movie, you can be sure his character won't have a meaningful role - the filmmakers just needed a warm body.

Mann may have been going for a tense psychological thriller, but he sold out to what the studios perceive American summer theatergoers demand with lots of shootouts, high-tech nightclubs and a disappointingly predictable plot. Alas, what could have been.

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